Risks When Industry Outsiders Acquire SMBs

Risks When Industry Outsiders Acquire SMBs

Spoiler alert! Most buyers of SMBs do not have sufficient (or any) prior experience and knowledge about the kinds of businesses they buy.

In this article, you will see why some sellers, brokers, advisors, investors, and lenders shy away from searchers wanting to buy businesses outside their career experiences.

That’s why it’s necessary for potential buyers (i.e., searchers) to realistically self-assess their capabilities and expectations.

You can see some of this by attending my upcoming Zoominar: How Searchers Without Industry Experience Become Credible .

This article highlights some of the risks that can arise for everyone in all kinds of transactions. They are typically more pronounced in outsider transactions.

Risks for Buyers

  • Minimal Credibility
  • Reputational
  • Cultural and Relationship
  • Lacking Industry Expertise
  • Nonexistent Industry Connections
  • Unaware of Strategic Alliances
  • Over-reliance On Key Employees, Suppliers, Or Customers
  • Technological Disruption and Innovation Risks
  • Undetected Operational Inefficiencies
  • Unforeseen Competitive Pressures
  • Brand and Customer Loyalty
  • Strategic and Market
  • Integration Challenges
  • Hidden Liabilities
  • Inability to Assess Market Saturation
  • Overestimating Growth Potential
  • Intellectual Property (IP)
  • Valuation Misconceptions
  • Regulatory Obstacles
  • Labor Shortages or Challenges
  • Perceptions by Employees, Customers, Suppliers
  • Market Timing and Cyclical Sensitivity
  • Supply Chain and Vendor Dependencies
  • Inability to Scale or Achieve Synergies
  • Higher Probability of Integration Failures
  • Impact of External Factors
  • Limited Buyer's Ability to Spot Early Warnings
  • Increased Likelihood of Strategic Missteps
  • Longer Learning Curves Affecting Returns
  • Post-Acquisition Transition Period Challenges
  • Loss of Money, Satisfaction, Reputation

Acquisitions led by buyers lacking industry-specific knowledge involve significant risks, but these can be mitigated with proper preparation, training, research, due diligence, and expert guidance.

I play a key role early on, helping searchers assess themselves and define acquisition criteria. We ensure buyers are prepared for success by encouraging them to consult industry experts, conduct thorough research, and plan for ownership transition, integration, and exit.

Your thoughts? How are you assessing risks and opportunities? Please comment below.

Risks for Sellers

  • Valuation Disputes
  • Due Diligence Challenges
  • Integration Anxiety
  • Loss of Control
  • Transitional Support
  • Unreliable Reference Checking
  • Early Warning Indicators
  • Disputes and Litigation
  • Unpaid Seller Financing

Both buyers and sellers face significant risks when the buyer lacks industry experience or knowledge. To mitigate these risks and ensure a successful acquisition, both parties must conduct thorough due diligence, seek expert advice, and manage expectations. While industry outsiders can successfully acquire and grow SMBs, addressing these inherent risks through careful planning, transparent communication, and appropriate deal structuring is essential for a positive outcome.

Your thoughts? What other risks have you encountered in similar situations??

Others at Risk When Industry Outsiders Acquire SMBs

Brokers, advisors, investors, and lenders are on the front lines, exposed to numerous risks and challenges when facilitating deals involving industry outsiders.

Business brokers can play a crucial role in the M&A process, particularly when the buyer lacks prior experience and knowledge of the selling company's industry. Brokers share some of the risks shown in this article that particularly pertain to professional advisors. Plus a really big risk: Brokers don’t get paid for wasting their time, money, and reputation on searchers who won’t complete deals. (Not to mention the blowback when ill-informed and ill-advised buyers run their acquisitions into the ground.)

Savvy business brokers carefully balance their role as transaction facilitators while managing increased risks when working with industry outsiders. Success requires enhanced due diligence, clear communication, robust risk management strategies, and astute client selection.

Brokers can help all of us by sharing their opinions and experiences in the comments below.

Industry and professional advisors, such as lawyers, accountants, consultants, and technical experts can provide critical advice and guidance to both the buyer and the seller.

Advisors must carefully balance their duty to provide expert guidance while managing increased risks when working with industry outsiders. Success requires enhanced engagement management, clear communication, and strong risk mitigation strategies.

Here are some risks that they may face when the buyer lacks prior experience and knowledge of the selling company's industry:

  • Professional Liability Exposure
  • Scope and Engagement
  • Communication Misunderstandings
  • Misinterpretation of Industry Information
  • Deal Completion Speedbumps
  • Reputational Exposure
  • Allocation of Resources
  • Post-Close Liability
  • Inadvertent Misrepresentation
  • Inadequate Due Diligence
  • Insufficient Valuation Expertise
  • Inadequate Market Analysis
  • Expectations Mismanagement
  • Conflict of Interest

Advisors: What are your thoughts on buyers migrating into industries new to them? Share your experiences and insights in the comments below.

Lenders play a critical role in the M&A process by providing financing to the buyer.

Here are some risks they may face when the buyer lacks prior experience and knowledge of the selling company's industry:

  • Credit Risk Assessment
  • Collateral Valuation
  • Personal Guarantees
  • Performance Monitoring Challenges
  • Exit Strategy
  • Enhanced Default
  • Inadequate Due Diligence
  • Inadequate Financial Analysis
  • Misinterpretation of Industry Trends

Lenders must adopt stronger risk management strategies when financing industry outsiders. This includes enhanced controls, detailed monitoring, and comprehensive support. These measures help ensure a successful acquisition, even when the buyer lacks industry experience, and better position lenders in case of borrower default.

Lenders: What are your thoughts on financing deals where the buyer is new to the industry? Share your experiences and insights in the comments below.

Investors financing business buyer acquisitions of SMBs are particularly at risk where the buyer doesn't have sufficient (or any) prior experience and knowledge of the selling company's industry .

As an M&A consultant, I've observed critical challenges faced by investors, including private equity firms, family offices, searchfunds, and individual investors when backing inexperienced buyers.

Here are some risks:

  • Buyer Assessment
  • Searching Protocols and Costs
  • Protecting Downsides While Maximizing Upsides
  • Management Assessment
  • Deal structure Assessment
  • Lack of Technical Expertise
  • Marketplace
  • Operational
  • Valuation
  • Exit Strategy
  • Value Creation Plan
  • Equity Position
  • Support Structure
  • Monitoring Systems
  • Control Mechanisms
  • Performance Monitoring
  • Governance Framework
  • Personal Involvement Necessity

Investors who finance buyers acquiring businesses outside their industry experiences and knowledge can enjoy profitable opportunities but it requires thorough due diligence, expert advice, and an awareness of knowledge gaps. Understanding the risks of backing a buyer with no industry experience is key to protecting capital and ensuring success. Enhanced risk management strategies—stronger controls, detailed monitoring, and comprehensive support—are essential for success.

Investors: What are your thoughts on investing in deals where the buyer is new to the industry? Share your experiences and insights in the comments below.

The Bottom Line

The key to successful acquisitions—whether in a familiar or unfamiliar industry—lies in building a useful support network, making informed decisions based on solid data, and being proactive in identifying and addressing risks before they materialize.?

And this, from me:

For decades, worldwide, I’ve evaluated, trained, coached, and advised searchers and buyers based on hundreds of done deals. My colleagues have shared information about thousands of searchers and dealmakers.

  • We have no businesses to sell or recommend.
  • No conflict of interest.
  • Our loyalty is solely to buyers looking for opportunities leading to done deals.

Not sure what to do?

Watch this:

2-Minute Video Reveals What the Savviest Searchers Do

Read this:

How to Prepare Yourself and Find the Right Business to Buy

Preview my books:

120 Financial Lifelines for Businesses

How to Prepare Yourself and Find the Right Business to Buy

How to Buy the Right Business the Right Way—Dos, Don’ts & Profit Strategies

21st Century Entrepreneur Ideas for Kids and Aspirational Adults (Complimentary)

How to Get ALL the Money You Want for Your Business Without Stealing It (USA and Canadian versions.)

Ted J. Leverette

The Original Business Buyer Advocate ?

“Partner” On-Call Network, LLC

https://partneroncall.com/

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AJ Felker

Learning about buying a business.

1 周

Will there be a recording of your Zoominar? (I've registered.)

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